The latest Investing Matters Podcast episode featuring financial educator and author Jared Dillian has been released. Listen here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksChina Nonferr Regulatory News (CNG)

  • This share is currently suspended. It was suspended at a price of 0.94

Share Price Information for China Nonferr (CNG)

London Stock Exchange
Share Price is delayed by 15 minutes
Get Live Data
Share Price: 0.94
Bid: 0.00
Ask: 0.00
Change: 0.00 (0.00%)
Spread: 0.00 (0.00%)
Open: 0.00
High: 0.00
Low: 0.00
Prev. Close: 0.94
CNG Live PriceLast checked at -

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Confirmation of Debt Financing and Takeover Code

25 May 2012 07:00

Kryso Resources Plc

("Kryso" or the "Company")

CONFIRMATION OF DEBT FINANCING AND TAKEOVER CODE

Shareholder Loan

Kryso Resources Plc (AIM: KYS), the mineral exploration and development company with gold and nickel-copper projects in Tajikistan, is pleased to announce that China Nonferrous Metals Int'l Mining Co., Ltd. ("CNMIM"), which is the Company's largest shareholder with approximately 26% of the Company's issued share capital, has agreed to provide a secured loan facility to the Company (the "Loan"), which completes the planned debt financing requirement for its principal gold project in the Republic of Tajikistan.

The Loan will be made on commercial terms in two denominations of US$ 10 million and RMB 530 million (approximately US$ 83.5 million). The Loan will be used to finance the design, construction, operation and administration of the Pakrut gold mine in the Republic of Tajikistan, of which Kryso has 100% ownership through its indirect subsidiary, Limited Liability Company Pakrut ("LLC Pakrut") and provide the Company with general working capital.

The Company expects to draw down the Loan by 20 June 2012. The US$ 10 million amount of the Loan will be disbursed by CNMIM directly to the Company's bank account, whereas the RMB 530 million amount of the Loan will be disbursed by CNMIM entering into contracts with and making payments to third parties in connection with the purpose for which the Loan is provided at the Company's direction and on behalf of the Company and/or LLC Pakrut as their agent. Repayment of the Loan will be made in USD, which minimises the Company's currency exposure.

The terms of the Loan include an annual fixed interest rate of 9% together with a one-off management fee of 0.5%, which is payable upfront. The Loan is repayable in equal instalments commencing in November 2014, with the final repayment date of the Loan being 31 May 2017. In the event there are delays in the Company repaying any of the Loan, default interest at a rate of 13.5% per annum will be applied on any overdue amount from the date on which it is due until the date on which it is re-paid. The Loan is governed by the law of China.

The Loan is secured by means of a pledge (the "Pledge") granted by Kryso Resources Limited ("KRL"), Kryso's wholly-owned subsidiary, to CNMIM over its 100% equity interest in LLC Pakrut, the indirect subsidiary of the Company which owns the Pakrut gold mine project. The Pledge is governed by Tajik law.

As CNMIM is a substantial shareholder in the Company, pursuant to AIM Rule 13, the provision of the Loan by CNMIM to the Company is deemed to be a related party transaction. The Company's board of directors (excluding Tao Luo and Weili (David) Tang, who are appointees of CNMIM (the "Independent Board") considers, having consulted with Kryso's Nominated Adviser, Investec Bank Plc, that the terms of the Loan and its related security and agency arrangements are fair and reasonable insofar as the shareholders of Kryso are concerned. On the basis of this advice the Independent Board has approved these arrangements, including the Loan.

Planned Exercise of Warrants

Kryso reports that it has received a letter from CNMIM indicating that in due course it intends to exercise the warrants issued to it by the Company in 2010 to subscribe for 73,333,333 ordinary shares in the capital of the Company at £0.21 per share. Such exercise would raise gross proceeds of approximately £15.4 million for the Company and take CNMIM's shareholding to approximately 40.7% of the Company's issued share capital.

Application of Takeover Code

Although the Company is incorporated in and has its registered office in England, the Board believes that the Company's place of central management and control ("PCCM") is now located outside the United Kingdom, the Channel Islands and the Isle of Man.

Accordingly, the Board believes that the Company is no longer subject to the City Code on Takeovers and Mergers (the "Code") by virtue of its PCCM no longer being in the United Kingdom, the Channel Islands or the Isle of Man and the Takeover Panel has confirmed its view that the Company no longer falls within the jurisdiction of the Code.

In particular, investors should be aware that now the Company is not subject to the Code, CNMIM and other shareholders are able to increase their interests in voting rights in Kryso to 30% or more without having to make a mandatory offer under Rule 9 of the Code.

Craig Brown, Managing Director of Kryso, commented:

"We are delighted to have secured the debt financing requirement for the Pakrut project given the current challenging debt markets. Mine construction is already progressing well and, with debt financing now confirmed, we are on track to commence production in the second half of 2013."

For further information please visit the Company's website (www.kryso.com) or contact:

Kryso Resources Plc

Craig Brown, +44 (0) 20 7349 9160

Managing Director

or

Investec Bank Plc

Jeremy Ellis / Chris Sim / Neil Elliot, +44 (0)20 7597 5970

or

XCAP Securities Plc

Jon Belliss, +44 (0) 207 101 7070

or

Walbrook PR

Paul Cornelius / Louise Mason / Lianne Cawthorn, +44 (0)20 7933 8780

About the Pakrut Gold Project

The Pakrut gold project, of which Kryso has 100% ownership, is situated in Tajikistan approximately 12km northeast of the capital city Dushanbe. Pakrut has estimated total JORC compliant resources of 5,020,000 oz Au (assuming a cut-off grade of 0.5 g/t Au) and is located within the Tien Shan gold belt, which extends from Uzbekistan into Tajikistan, Kyrgyzstan and western China, and which hosts a number of multi-million ounce gold deposits.

About Tajikistan

Tajikistan is a secular republic located in Central Asia. The country is a member of the Commonwealth of Independent States and the Shanghai Cooperation Organisation. Tajikistan hosts numerous operating precious metal mines as well as the largest aluminium smelter in Central Asia. Kryso's management team has extensive experience in the mining industry in Tajikistan.

Copyright Business Wire 2012

Date   Source Headline
20th Apr 20153:28 pmBUSResignation of Non-Executive Chairman and Director
16th Apr 20157:00 amBUSOperational Update
31st Mar 20155:13 pmBUSChange of Adviser
19th Mar 20157:00 amBUSIssue of Equity
18th Feb 20157:00 amBUSDirectors' Dealings
17th Feb 20157:00 amBUSDirectors' Dealings
9th Feb 20157:00 amBUSOperational Update
28th Jan 20152:06 pmBUSHong Kong Listing Update
19th Jan 20157:00 amBUSDirectors' Dealings
6th Jan 20151:04 pmBUSHong Kong Listing Update
6th Nov 20144:40 pmRNSSecond Price Monitoring Extn
6th Nov 20144:35 pmRNSPrice Monitoring Extension
28th Oct 20141:13 pmBUSResult of AGM
6th Oct 20147:00 amBUSChina Nonferrous Gold Limited Notice of AGM, Proposals in Relation to Hong Kong Listing and Posting of Delisting Circular
2nd Oct 20143:55 pmBUSIssue of Equity
10th Sep 20142:11 pmBUSInterim Results for the Six-Month Period Ended 30 June 2014
10th Sep 20141:38 pmBUSFiling of Application Proof Prospectus and Update
2nd Sep 20143:23 pmBUSAward of Consultancy Contracts
7th Aug 20141:57 pmBUSHKEx Listing Update
30th Jun 20147:00 amBUSFinal Results
27th Jun 20149:10 amBUSExternal Power Supply Construction Contract
24th Jun 20141:59 pmBUSMine Construction Agreement
13th Jun 20149:43 amBUSDirectorate Change
12th May 20141:54 pmBUSTermination of Option
17th Apr 201411:59 amBUSExploration Licence
9th Apr 20147:00 amBUSIssue of Shares
11th Mar 20147:00 amBUSOperational Update
7th Mar 201412:15 pmBUSResult of Meeting
17th Feb 20147:00 amBUSPosting of Circular
18th Dec 20137:00 amBUSGrant of Options
21st Nov 20137:00 amBUSChange of Name Update
1st Nov 20137:00 amBUSChange of Name Update
29th Oct 20131:27 pmBUSResult of General Meeting and Change of Name
28th Oct 20137:00 amBUSAppointment of Sponsor for Proposed Hong Kong Listing
11th Oct 20139:19 amBUSChange of Name, Notice of General Meeting
30th Sep 20132:55 pmBUSProposed Change of Name and Board Changes
27th Sep 20137:00 amBUSInterim Results for the Six-Month Period Ended 30 June 2013
14th Aug 201310:43 amBUSAWARD OF CONTRACTS FOR FLOTATION CELLS, CRUSHERS AND BALL MILLS - Replacement
14th Aug 20139:35 amBUSMiscellaneous
8th Aug 201310:13 amBUSAWARD OF EXTERNAL POWER SUPPLY CONSTRUCTION CONTRACT
31st Jul 20138:00 amBUSAdmission to Trading on AIM
30th Jul 201312:56 pmBUSCourt Sanction of Scheme
30th Jul 20137:30 amRNSSuspension - Kryso Resources Plc
29th Jul 20139:53 amBUSTemporary Suspension
1st Jul 20137:00 amBUSResult of AGM
17th Jun 20137:00 amBUSSRK’s Independent Technical Report Endorses Updated BFS Compiled by BGRIMM
7th Jun 20135:10 pmBUSFinal Results
24th May 20131:18 pmBUSResults of Voting at Court Meeting and General Meeting
20th May 20131:55 pmBUSHolding(s) in Company
8th May 20137:36 amBUSIntroduction of a New Aim-Listed Holding Company, Incorporated in the Cayman Islands

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.